Investor PresentationTransitioning into the telco industryF

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This presentation has been prepared by Skywards Limited (the “Company”). It does not purport to contain all the information that a prospective investor may require in connection with any potential investment in the Company. You should not treat the contents of this presentation, or any information provided in connection with it, as financial advice, financial product advice or advice relating to legal, taxation or investment matters.

No representation or warranty (whether express or implied) is made by the Company or any of its officers, advisers, agents or employees as to the accuracy, completeness or reasonableness of the information, statements, opinions or matters (express or implied) arising out of, contained in or derived from this presentation or provided in connection with it, or any omission from this presentation, nor as to the attainability of any estimates, forecasts or projections set out in this presentation.This presentation is provided expressly on the basis that you will carry out your own independent inquiries into the matters contained in the presentation and make your own independent decisions about the affairs, financial position or prospects of the Company. The Company reserves the right to update, amend or supplement the information at any time in its absolute discretion (without incurring any obligation to do so).

Neither the Company, nor its related bodies corporate, officers, their advisers, agents and employees accept any responsibility or liability to you or to any other person or entity arising out of this presentation including pursuant to the general law (whether for negligence, under statute or otherwise), or under the Australian Securities and Investments Commission Act 2001, Corporations Act 2001, Competition and Consumer Act 2010 or any corresponding provision of any Australian state or territory legislation (or the law of any similar legislation in any other jurisdiction), or similar provision under any applicable law. Any such responsibility or liability is, to the maximum extent permitted by law, expressly disclaimed and excluded.Nothing in this material should be construed as either an offer to sell or a solicitation of an offer to buy or sell securities. It does not include all available information and should not be used in isolation as a basis to invest in the Company.

Future mattersThis presentation contains reference to certain intentions, expectations, future plans, strategy and prospects of the Company.Those intentions, expectations, future plans, strategy and prospects may or may not be achieved. They are based on certain assumptions, which may not be met or on which views may differ and may be affected by known and unknown risks. The performance and operations of the Company may be influenced by a number of factors, many of which are outside the control of the Company. No representation or warranty, express or implied, is made by the Company, or any of its directors, officers, employees, advisers or agents that any intentions, expectations or plans will be achieved either totally or partially or that any particular rate of return will be achieved.Given the risks and uncertainties that may cause the Company’s actual future results, performance or achievements to be materially different from those expected, planned or intended, recipients should not place undue reliance on these intentions, expectations, future plans, strategy and prospects. The Company does not warrant or represent that the actual results, performance or achievements will be as expected, planned or intended.

US DisclosureThis document does not constitute any part of any offer to sell, or the solicitation of an offer to buy, any securities in the United States or to, or for the account or benefit of any “US person” as defined in Regulation S under the US Securities Act of 1993 (“Securities Act”). The Company’s shares have not been, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold in the United States or to any US person without being so registered or pursuant to an exemption from registration including an exemption for qualified institutional buyers.

Disclaimer

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Skywards Ltd is an ASX-listed company (ASX: SKL) and is currently a clean shell entity

SKL has entered into a binding agreement to acquire 100% of the issued capital in AussieSim Pty Ltd (“AussieSim”) – an Australian telecommunications company set for global growth in a billion dollar industry

Skywards Limited will be renamed Ziptel Limited and is seeking to raise a minimum $3m as part of the re-compliance process

Ziptel has developed products that assists users to avoid excessive overseas calling and roaming charges in the high growth, billion dollar overseas travel market including:

AussieSim - a sim card product providing heavily discounted mobile phone roaming services for overseas travel in 180+ countries (Roaming rates for talk, text and data usage are up to 95% cheaper)

ZipT - A world leading mobile-based Application that allows consumers to make international calls from their mobile phone, at some of the world’s lowest rates

All products are underpinned by a unique and fully integrated retail and online trading solution and direct network partnerships with leading international telecommunication providers

Low monthly burn rate

Overview

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Bert Mondello Co-founder and CEOOver 16 years experience in the telco industry. Before 2002, he managed key retail distribution channels for Optus and Vodafone. In 2002, he was invited to assist in building the business model & blueprint of Vodafone’s outsourced pilot distribution model – Vodafone Alliance. As an equity partner & GM of Vodafone Alliance, his responsibility was to build & manage a national B2B sales team. In 2004, his private company iCommunications was appointed by 3 Mobile to manage part of their Australian business channel. In 2009, Vodafone & 3 Mobile subsequently merged in Australia & iCommunications became one of Australia’s largest Vodafone business channels. iCommunications remains a prominent & long-standing business partner of Vodafone.

Keaton Wallace Co-founder and Executive Director Recently oversaw the tender & negotiation process with Indonesia’s four major telco network providers and Thailand’s three major telco providers. Also recently successfully reached terms with Indosat Pt Indonesia & DTAC Thailand for partnerships with AussieSim. Prior to co-founding AussieSim, Keaton was in property management & development – overseeing major property development syndications & capital raisings within Australia & Indonesia, with award-winning results for Parkwater.

Josh Hunt Director A lawyer and Principal of project law firm Hunt & Humphry, with experience in providing advice to listed public and private companies and in all aspects of project acquisitions and disposals. His experience extends internationally, where he has acted for a number of companies with operations in Africa, South East Asia, Mongolia, the United States, Canada, United Kingdom and throughout South America.

Salvatore Vallelonga Director Mr Salvatore Vallelonga is a Chartered Accountant and a Director of Plexus Global Consultants Pty Ltd, a Chartered Accounting and business advisory business specialising in the provision of tailored tax and consultative solutions to its SME and emerging growth clients. He is also a Director of Plexus Wealth ty Ltd, which provides financial planning and wealth solutions to clients. Salvatore is a Director of numerous private companies and is also on a number of Boards and Committees of Non-Profit organisations. Salvatore has worked closely with his clients in business to business distribution and retail channels in the telecommunication industry, servicing clients working with national and global brands such as Telstra, Vodafone, 3Mobile, Optus, People telecom, M2 Communication and Commander.

AussieSim Board

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Problems with incumbent providers:

Australia has 3rd highest international roaming charges in the world, after Japan & Chile*

Market dominated by Telstra, Optus & Vodafone

The Australian Telecommunications Industry Ombudsman estimated that in the 15 months to Dec-12, it dealt with global roaming

complaints totalling AU $8 million in telco charges.

Telstra has increased roaming charges up to 500% (24 March 2014)

Large number of Australians travel overseas:

8.4 million short-term departures in 2013 (8m in 2012)

1% market share = $4.2 million in revenue (exc. top ups)

The global roaming market is significant:

A significant opportunity exists for niche players, such as Ziptel, who offer significant savings on roaming services

The telco industry is a multi- billion dollar market

$46BILLION

2013

$80BILLION

2017

Forecasted

Total mobile roaming revenuesForecast to grow by 21% p.a. between 2012 and 2017

58%Holiday

23% Visiting

Relatives

Travellers leaving AustraliaAverage duration of travel is 15 days

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AussieSim deploys a superior prepaid travel sim card into the high growth, billion dollar

overseas travel market assisting travellers to avoid major bill shock

AussieSim offers customers heavily discounted mobile phone roaming services for overseas

travel in 180+ countries. Roaming rates for talk, text and data usage are up to 95% cheaper than standard roaming rates offered by other Australian telco providers

Business model underpinned by 3 years of R&D – creating superior, scalable products with

high barriers to entry

Network partnerships in place with leading international telco companies (Indosat, T-Mobile etc)

Earning revenue and significant milestones achieved - Ongoing sales and revenue growth since business launch in April-2013.

AussieSim - The Product

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Securing network agreements with international Telcos across the world is a lengthy & costly exercise. These partnerships are therefore a highly valuable asset of AussieSim. Partnering with these leading Telecommunication providers has given AussieSim access to some of the following networks around the globe.

AussieSim - Global roaming partnerships

New Zealand

Indonesia

USA

Thailand

UK

China

Singapore

Fiji

Malaysia

ItalyTOP 10 TRAVEL DESTINATIONS & ROAMING

PARTNERS

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Current Partners Secured

Newspower – 700 stores

Telechoice – 38 stores

Travel Managers – 400 Independent Travel Agents Australia wide.

W Hotel Bali – 237 Rooms

Mantra Group Bali – 500 Hotel Rooms

Camera House – 40 stores

Newslink – International Airports – 7 in Australia

Globetrotter Travel

Trafalgar Holidays

Asia Escape Holidays

The lucky Charm News agencies

Nextra

Student Edge

House of Travel

Jetset Travel

Travel Money

Proposed Future Partners

Australia Post

JB Hi Fi

Dick Smith

Harvey Norman

All Phones

Qantas

Virgin

Air Asia

Wotif

Expedia

Webjet

Travelex

Western Union

Coles

HBF Travel

Travel Insurance Direct

AussieSim - Distribution Partners

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Market share is underpinned by sales volumes, which in turn, drives revenues

Average Revenues Per User

Upfront online sales via website

SIM card RRP $49.95 (inc.$20 credit)

Gross margins on upfront online sales ~$25 (50%)

Distribution partners upfront sales

Pre-paid SIM card RRP $49.95 (inc. $20 credit)

Distributor wholesale purchase price is $35

Gross margin on distributor sales ~$10 (ie. $25/SIM cost of sale)

Trailing revenue on SIM top up

Ave. margin on SIM top up is ~ 80% of gross profit

Distributors receive 5% commission

Trailing revenue on call forwarding top up

Average margin on SIM top up is ~300% gross profit

Distributors receive 5% commission

August September October November December January Average

ARPU $ 129.37 $ 100.89 $ 101.54 $ 65.11 $ 107.22 $ 87.38 $ 98.58

AussieSim - Revenue Model

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$65 = Approximate average revenue per user for AussieSim

$49.95 = Retail price of AussieSim starter pack

$115 = Total Revenue per user

$9.66 million in revenues equates to 1% of market share (8.4m outbound passengers from Australia in 2013)

Strong ongoing growth forecasted, following roll-out of 3 new products & expansion of distribution partner network

AussieSim - Performance to date – Sales volume & revenue

Sales online

Sales affiliate

Sales/Quarter

Q2 2013

(Apr-Jun)

614

105

719

Q3 2013

(Jul-Sept)

787

437

1224

Q4 2013

(Oct-Dec)

364

2025

2389

Q1 2014

(Jan-Mar)

239

1227

1466

Q2 2014

(Apr-Present)

1200

Total sales

since launch

2004

3794

5798

Units

4000

3500

3000

2500

2000

1500

1000

500

0

4000+Forecasted

Sales Revenue

Top Ups

Call Forwarding

Total Revenue Since Launch

Q2 2013

(Apr-Jun)

$33,301

$25,258

$1,960

$60,519

Q3 2013

(Jul-Sept)

$50,147

$99,121

$7,214

$156,482

Q4 2013

(Oct-Dec)

$75,768

$48,642

$4,067

$128,477

Total sales

since launch

$159,217

$173,022

$13,241

$345,479

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Driving Sales Growth

Increase OnlineTraffic & Conversations

Expansion ofDistribution Footprint

Increased Marketing Initiatives and Budget

Public relations Campaign

500

2000 +

1500 +RPOP’S

150RPOP’S

Search engine optimisation /Google AdWords campaign

Build on existing partnerships through retail, online, wholesale & travel insurance product points.

Branding Awareness and Tactical Marketing

Official domestic market launch immediately with strategic media appointments Australia wide

Travel Magazines

Billboards

Online Advertising

$$$

INCREASE SALES REVENUEF

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Only AussieSim has direct global network partnerships – allowing customers to ‘Roam Like Home’

Travel Sim has over 2.5% of the out-bound tourist market, equating to circa $24 Million in revenues

Travel Sim product offering is inferior compared to AussieSim: - Clunky call back technology- Inferior rates, call quality and platform- No direct global network partnerships

RRP per starterpack

Included calls

Receive calls on your Australian number

Coverage in 180+ countries

Partnerships globally with multiple carriers

Direct Call through technology

Data rates from

SMS rates from

IDD call rates from

AussieSimComparison Chart TravelSimWoolworthsGlobalSim

$49.95

30c/MB 50c/MB 60c/MB

$20.00

1c

18c

47c

46c*

14c

18c*

$10.00$5.00

$49.95 $29.00

AussieSim - Peer product comparison

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ZipT is a mobile-based cross platform Application that allows consumers to SMS and make international calls from their mobile phone, at some of the world’s lowest rates

The success of Skype, Viber and WhatsApp has proven the communication technology shift to VOIP

ZipT has the ability to revolutionise VOIP calling, SMS technology and the calling card industry

Why? The current competitors are plagued by the following issues:-Broken voice and dropped calls due to poor Internet connection-Unstable in GSM and 3G networks-High use of data bandwidth

ZipT is set for launch in June 2014 and has secured distribution agreements with Mpire Network and AppPharms to establish a global presence immediately

ZipT - Introduction

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ZipT Platform utilizes the network partnerships by reducing the number of hops in the IP call and voice processing at both ends of the call.

Flat rate international calling to selected destinations. EG: 10c untimed call UK to AustraliaUnlimited call bundles and call rates from as low as 1c per minuteRetain existing phone number, service provider and SIM card

No lock-in contractsInstallation on any smartphoneDifferentiated from Skype, Viber and calling card products:

- Crystal clear sound quality - Lower data usage

- Compatible with WiFi or any other mobile network

- App not required to receive calls

ZipT - The Product

Server

Call or SMSMobile Globally

Download App& Start Calling

Local Gateway

Call any LandlineGlobally

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ZipT offers clear and crisp voice globally using as low as 12Kbps, compared to the 64Kbps required by Skype and Viber.

This enables ZipT to not only work in 3G and 4G networks but also 2G GPRS networks that Skype, Viber and other peers cannot function in.

Markets currently utilising 2G networks with limited upgrade capabilities are the mass populated areas including:

South America

Indonesia

China

India

Middle East

ZipT- Data Bandwidth Requirements

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ZipT - Peer Product Comparison

Features

Outgoing call Medium

Broken voice on low bandwidth

Call Encryption

Add traditional number

Multiple traditional number

Fax on traditional number

ON NET SMS or IM

OFF NET SMS

Call waiting

Call conference

Voicemail

Works in blocked areas

Bandwidth requirements

1GB of Data will provide approximately

Monthly unlimited calling packs

IP PBX Features

Multi Line

Skpye

VoIP

Yes

No

Yes

No

No

Yes

No

Yes

Paid

No

No

Very High 64Kbps

273 Minutes

No

No

No

Viber

VoIP

Yes

No

No

No

No

Yes

No

No

No

No

No

High 32Kbps

546 Minutes

No

No

No

ZipT

VoIP

No

Yes

Yes

Yes

Yes

Yes

Yes

Yes

Free

Yes

Yes

Low 12Kbps

5120 Minutes

Yes

Free

PaidFor

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AussieSim has executed an agreement with Mpire Network to market and distribute ZipT to the global market.

Mpire is owned by internet entrepreneur Zhenya Tsvetnenko and has an

international reach and can target over 120 countries and markets globally.

Mpire Network offers a highly scalable acquisition model. By leveraging their vast publisher network, proven campaigns have

reached over 100,000 downloads per day.

Based on Mpire Network’s deep history of success in the mobile download space, Mpire Network is confident that it will be able to

successfully reach millions of customers across numerous countries with the ZipT App.

ZipT - Distribution Agreement – Mpire Network

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AussieSim has signed an exclusive sales agreement with AppPharm to provide them with a white label ZipT product solution.

Apppharm has exclusive partnerships with several networks around the world with enormous marketing capabilities.

AppPharm currently has access to a subscription base of over 200,000 paying users.

This will grow to over 1 Million within 18 months and continue to grow exponentially.

AussieSim expects a minimum $5 ARPU for month for each paying subscriber conservatively.

Revenue stream to commence in July 2014

ZipT- Executed Sales Distribution Agreement

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Recent transactions in the sector demonstrate that these disruptive technologies can command significant valuations.

For example:- Skype – recently sold in 2011 to Microsoft for $8.5 billion

- WhatsApp – A pure on net SMS service sold in 2014 to Facebook for $19 billion

- Viber – sold in February 2014 to Rakuten for $900 million

The distribution deals secured by ZipT to date show substantial appetite for the product.

With ZipT App product launch imminent, this could drive significant value for ZipTel

ZipT- Competitor Valuations

Business voice roaming is the key drive

$7Billion

$8Billion

$30Billion

Leisure TravelBusiness dataRoaming

Business VoiceRoaming 2013

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RoamEzy is a rebranded AussieSim product for global sales. RoamEzy will offer customers heavily discounted text, talk and data when travelling overseas

Utilises the AussieSim interface, platform and network partnerships

Scalable into the global travel SIM marketplace – $46 billion in global mobile roaming revenues in 2013. Forecasted to exceed $80 billion by 2017

Global consumer appeal facilitated by:

- Localised (region-specific) marketing – predominately online

- International logistics providers provide ability to deliver door to door within 48 hours - Universal website – ability to change language and currency

- Commencing international roll out in June 2014

RoamEzy- New Product

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An international call forwarding platform designed to divert calls from an Australian number to a landline or mobile number overseas

Unique product/first to market – no other product of this kind available in Australia

Consumer appeal:

- Avoids exorbitant roaming charges for incoming calls – ideal for corporates

- Allows retention of Australian mobile or landline number while travelling overseas

- Virtual office/PABX solution. Features include: Caller ID, Fax to Email,

- Conference Call, Auto Attendant & Voicemail

- Post or Prepaid billing with bundling options

- Easy to activate and deploy via website or Roam Like Home Application

Commencing roll out in June 2014

Roam Like Home - New Product

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ZipT will focus on business development in securing distribution partners in the following key highly populated destinations with limited internet connectivity within the next 6 months - South America - Indonesia - China - Middle East - India

ZipT will focus on providing solutions to calling card businesses globally operating with mass customer base, ensuring rapid uptake and increase revenue streams.

Expand distribution partnerships with major global online travel booking companies – offer white SIM solutions to expedia, agoda, trip advisor & lonely planet

Expand target markets (eg. corporate sector) – Introduce Roam Like Home international call forwarding platform.

Further develop exclusive network partnerships with Thailand, Fiji, Singapore and Malaysia

Execute further direct MNVE relationship with global telco

Roll out aggressive marketing & PR strategy – targeting audiences identified through market research

Next Steps

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Skywards shares to be consolidated on a 500:1 basis

Skywards to acquire 100% of AussieSim through the issue of 25m fully paid ordinary shares and 12.5m options (exercisable at $0.30 each on/before 31 Dec-2016)

Skywards to raise a minimum $3.0m in new equity via an issue of 15.0m Shares at 20c (on a post-consolidation basis) and can accept oversubscriptions of up $2m. Investors will receive a free 1:2 listed option (exercisable at $0.30 each on/before 31 Dec-2016)

Completion of the Acquisition is conditional upon Shareholder approval and raising the minimum funds

On a post consolidation basis, assuming the minimum is raised, the indicative capital structure of the Company is:

Transaction summary and capital structure

Capital Structure

Shares on issue(post consolidation)

AussieSim Share Consideration

New Equity (minimum)

Total

Shares

11,100,000

25,000,000

15,000,000

51,100,000

Listed Options

-

12,500,000

7,500,000

20,000,000

Cash

-

-

$3,000,000

$3,000,000

Cash

$2,220,000

$5,000,000

$3,000,000

$10,220,000

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Use of Funds

Item

AussieSim - Website development, product developement, marketing and public relations

Roam Like Home

ZipT

RoamEzy

Working Capital

Cost of the issue

Total

Min Subscription $3 Million

$600 K

$1.35 Million

$250 K

$100 K

$400 K

$300 K

$3.00 Million

Max Subscription $5 Million

$1.00 Million

$2.25 Million

$417 K

$167 K

$667 K

$500 K

$5.00 Million

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Acquisition indicative timetable

Note: This is an indicative timetable only and dates may be varied in consultation with the ASX. Shareholders should also note that the Company’s securities will be suspended from trading on the day of the

General Meeting seeking shareholder approval for the Acquisition, and if such approval is obtained, will remain suspended until such time as the Company has satisfied Chapters 1 and 2 of the ASX Listing Rules.

Event

Announcement of Transaction

Lodge Notice of Meeting

Investor Roadshow

Lodgement of Prospectus with respect to the Capital Raising

Shareholder meeting

Closing Date of the Capital Raising / Completion of the Acquisition

Reinstatement to official quotation on ASX

Date 2014

24 January

Fri 4 April

Mon 5 May - Friday 9 May

Mon 12 May

Fri 23 May

Fri 30 May

Early June

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